SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 2, 2010
priceline.com Incorporated
(Exact name of registrant as specified in its charter)
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Delaware |
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0-25581 |
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06-1528493 |
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(State or other Jurisdiction of |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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800 Connecticut Avenue, Norwalk, Connecticut |
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06854 |
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(Address of principal office) |
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(zip code) |
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4c under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07. Submission of Matters to a Vote of Security Holders.
The annual meeting of stockholders of priceline.com Incorporated (the “Company”), was held on June 2, 2010, in Norwalk, Connecticut. The stockholders of the Company elected all of the Company’s nominees for director and ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2010. Less than a majority of the shares present and entitled to vote on the non-binding, advisory stockholder proposal concerning special stockholder meetings voted in favor of the stockholder proposal. Final voting results are shown below. An abstention is not considered a vote cast.
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Votes Cast For |
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Votes Cast Against |
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Broker Non- |
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Nominee |
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Number |
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Number |
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Votes |
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Jeffery H. Boyd |
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36,935,758 |
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754,939 |
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5,313,045 |
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Ralph M. Bahna |
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35,994,800 |
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1,695,897 |
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5,313,045 |
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Howard W. Barker, Jr. |
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37,402,716 |
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287,981 |
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5,313,045 |
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Jan L. Docter |
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36,847,527 |
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843,170 |
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5,313,045 |
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Jeffrey E. Epstein |
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36,486,023 |
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1,204,674 |
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5,313,045 |
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James M. Guyette |
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37,233,575 |
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457,122 |
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5,313,045 |
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Nancy B. Peretsman |
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36,916,405 |
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774,292 |
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5,313,045 |
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Craig W. Rydin |
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37,407,353 |
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283,344 |
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5,313,045 |
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Votes Cast For |
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Votes Cast Against |
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Proposal |
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Number |
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Number |
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Abstain |
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Ratification of selection of Deloitte & Touche LLP as independent registered public accounting firm, for fiscal year ending December 31, 2010 |
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42,176,503 |
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799,464 |
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27,775 |
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Votes Cast For |
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Votes Cast Against |
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Broker Non- |
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Proposal |
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Number |
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Number |
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Abstain |
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Votes |
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Stockholder proposal concerning special stockholder meetings |
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19,808,622 |
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17,861,062 |
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21,013 |
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5,313,045 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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PRICELINE.COM INCORPORATED |
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By: |
/s/ Daniel J. Finnegan |
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Name: Daniel J. Finnegan |
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Title: Chief Financial Officer |
Date: June 3, 2010